Virtual Board Meetings FAQ

In brief: The COVID-19 virus disrupted meeting patterns across the world, impacting the boardroom in multiple ways. When governments restricted travel, directors still needed to convene and discuss critical and everyday business items. This need gave rise to the use of virtual meeting platforms. Many boards and their corporate secretaries were required to engage in a rapid learning process to make the switch from in-person to virtual. For some boards, virtual-only meetings have become the new norm. This Director FAQ provides guidance for making virtual board meetings as effective as in-person meetings. 

This resource can help your board: 

• Identify key practices to run an effective virtual meeting
• Understand legal considerations
• Consider new formats for meeting minutes

The focus on the board’s compensation committee has never been sharper. The components of compensation plans and the link between compensation and company performance are under intense scrutiny from shareholders, employees, policymakers, the media, and other stakeholders. The Report of the NACD Blue Ribbon Commission on the Compensation Committee revisits NACD’s 2003 Report of the NACD Blue Ribbon Commission on Executive Compensation to highlight the new environment in which compensation committees—and, more broadly, boards—are now operating. It recommends that the compensation committee and board work together to establish an executive compensation philosophy that supports the company in creating long-term, sustainable value.

The report includes ten specific recommendations for compensation committees to consider when evaluating their compensation philosophies. It also provides practical tools, such as sample compensation committee charters, a compensation committee assessment, and guidance on executive employment contracts.